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Eminence Enterprise Limited Capital/Financing Update 2019

Nov 4, 2019

49340_rns_2019-11-04_f2313638-941e-4902-afd3-a4f0e2edbfdc.pdf

Capital/Financing Update

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Monthly Return of Equity Issuer on Movements in Securities

For the month ended (dd/mm/yyyy) : 31/10/2019

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer
Date Submitted		 Eminence Enterprise Limited

04/11/2019

I. Movements in Authorised Share Capital

1. Ordinary Shares

1. Ordinary Shares 1. Ordinary Shares 1. Ordinary Shares 1. Ordinary Shares 1. Ordinary Shares
(1) Stock code :00616
Description :
N/A
No. of ordinary
shares
Balance at close of preceding month 20,000,000,000

Increase/(decrease)
NIL
Balance at close of the month
20,000,000,000
 N/A Authorised share
capital
(State currency)
HK$200,000,000.00
NIL
HK$200,000,000.00
Par value
(State
currency)
HK$0.01
HK$0.01
(2) Stock code :N/A
Description :
N/A
No. of ordinary
shares
Balance at close of preceding month N/A

Increase/(decrease)
N/A
Balance at close of the month
N/A
 N/A Authorised share
capital
(State currency)
N/A
N/A
N/A
Par value
(State
currency)
N/A


N/A

March 2019

2. Preference Shares

2. Preference Shares 2. Preference Shares 2. Preference Shares 2. Preference Shares 2. Preference Shares
Stock code :
N/A
Description :
N/A
No. of
preference
shares
Balance at close of preceding monthN/A

Increase/(decrease)
N/A
Balance at close of the month
N/A
 N/A Authorised share
capital
(State currency)
N/A
N/A
N/A
Par value
(State
currency)
N/A


N/A
N/A
N/A
3.OtherClasses ofShares
Stock code :
N/A
Description :
N/A
No. of other
classes of
shares
Balance at close of preceding month N/A

Increase/(decrease)
N/A
Balance at close of the month
N/A
 N/A Authorised share
capital
(State currency)
N/A
N/A
N/A
Par value
(State
currency)
N/A


N/A

Total authorised share capital at the end of the month (State HK$200,000,000.00 currency) :

II. Movements in Issued Share Capital

Balance at close of
preceding month
Increase/ (decrease)
during the month
Balance at close of
the month		 No. of ordinary shares
No of preference
shares
No. of other
classes of shares
(1)
(2)		 No. of ordinary shares
No of preference
shares
No. of other
classes of shares
(1)
(2)		 No. of ordinary shares
No of preference
shares
No. of other
classes of shares
(1)
(2)		 No. of ordinary shares
No of preference
shares
No. of other
classes of shares
(1)
(2)
3,725,832,059
NIL
3,725,832,059		 N/A
N/A
N/A		 N/A
N/A
N/A		 N/A
N/A
N/A

March 2019

III. Details of Movements in Issued Share Capital

Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer) Share Options (underShare OptionSchemes oftheIssuer)
Particulars of
share option
scheme
including EGM
approval date
(dd/mm/yyyy) and
class of shares
issuable		 Movement during the month No. of new
shares of
issuer issued
during the
month pursuant
thereto
No. of new shares of
issuer which may be
issued pursuant
thereto as at close of
the month
Granted Exercised Cancelled Lapsed
1.Grant of
share options
on 14/10/2016
Exerciseprice:
HK$0.176
Ordinary
shares 0
0
0
(Remark 2)
2. NIL
NIL
NIL


(/ /)
shares


(Note 1)
3. NIL
NIL
NIL



(/ /)
shares
(Note 1)
Total
Total funds raised during the month from exercise
of options (State currency)		 0 67,800,000
NIL
NIL

NIL
NIL
A. (Ordinary shares)
(Preference shares)
(Other class)
NIL		 0
NIL
NIL
NIL
N/A
N/A		 0
NIL
NIL

March 2019

Warrants to Issue Shares of the Issuer which are to be Listed

Description of warrants
(Date ofexpiry-dd/mm/yyyy)		 Description of warrants
(Date ofexpiry-dd/mm/yyyy)		 Description of warrants
(Date ofexpiry-dd/mm/yyyy)		 Currency
of nominal
value
Nominal value
at close of
preceding
month		 Currency
of nominal
value
Nominal value
at close of
preceding
month
Exercised
during the
month
Nominal value
at close of the
month
Exercised
during the
month
Nominal value
at close of the
month

No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month

No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month



1. N/A N/A N/A N/A
N/A

N/A		 N/A
N/A
N/A		 N/A



N/A



N/A


 N/A
( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
2. N/A		 N/A
( / / )

N/A N/A
( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
3. N/A		 N/A
( / / )
N/A N/A
( / / )
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)
( / / )

March 2019

  1. N/A N/A N/A N/A N/A N/A N/A ( / / ) Stock code (if listed) Class of shares issuable (Note 1) Subscription price EGM approval date (if applicable) (dd/mm/yyyy) ( / / ) Total B. (Ordinary shares) NIL (Preference shares) N/A (Other class) N/A

March 2019

Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)

Class and description Class and description Class and description Currency of
amount
outstanding
Amount at
close of
preceding
month		 Converted
during the
month		 Amount at
close of the
month		 No. of new
shares of
issuer issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be issued
pursuant
thereto as at
close of the
month		 No. of new
shares of
issuer issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be issued
pursuant
thereto as at
close of the
month




1.ConvertibleNote
(Issued on 12June2015)
HK$ 40,400,000

Stock code (if listed)
--
Class of shares
issuable_(Note 1)
Ordinary
Subscription price
HK$0.06 (Remark 1)
EGM approval date
(if applicable)
(dd/mm/yyyy)
(09/12/2014, 07/01/2016,
26/04/2017 &
21/05/2019)
2.ConvertibleNote
(Issued on 11 May2017)
HK$ 16,000,000

Stock code (if listed)
--
Class of shares
issuable(Note 1)
Ordinary
Subscription price
HK$0.16
EGM approval date
(if applicable)
(dd/mm/yyyy)
( 26 / 04 / 2017 )
3.ConvertibleNote
(Issued on 26 September
2017)
HK$ 11,280,000

Stock code (if listed)
--
Class of shares
issuable(Note 1)_
Ordinary
Subscription price
HK$0.06
EGM approval date
(if applicable)
(dd/mm/yyyy)
( 18 / 09 / 2017 )		 HK$
--		 40,400,000
 0
 40,400,000


0



0


0


673,333,333
0
 16,000,000


100,000,000
Ordinary
0
 11,280,000

188,000,000
Stock code (if listed)
Class of shares
issuable_(Note 1)_
Subscription price
EGM approval date
(if applicable)
(dd/mm/yyyy)

March 2019

  1. Convertible Note (Issued on 28 August 2019) HK$ 70,000,000 0 70,000,000 0 1,272,727,272 Stock code (if listed) -- Class of shares issuable (Note 1) Ordinary Subscription price HK$0.055 EGM approval date (if applicable) (dd/mm/yyyy) ( 21 / 08 / 2019 )

Total C. (Ordinary shares) NIL (Preference shares) N/A (Other class) N/A

March 2019

Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)

Any other Agreements or Arrangements to Issue Shares of the
Options (other than under Share Option Schemes)		 Any other Agreements or Arrangements to Issue Shares of the
Options (other than under Share Option Schemes)		 Issuer which are to be Listed, including Issuer which are to be Listed, including
Full particulars including EGM approval date (dd/mm/yyyy),
if applicable, and class of shares issuable:		 No. of new shares
of issuer issued
during the month
pursuant thereto
No. of new shares of
issuer which may be
issued pursuant
thereto as at close of
the month

1.
2.
3.
N/A		 N/A
N/A
N/A
NIL
N/A
N/A		 N/A
( / / )
shares_(Note 1)_
N/A N/A
( / / )
shares_(Note 1)_
N/A N/A
( / / )
shares_(Note 1)_
Total D. (Ordinary shares)

(Preference shares)
(Other class)

March 2019

Other Movements in Issued Share Capital

Type of Issue No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month		 No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month		 No. of new
shares of
issuer
issued
during the
month
pursuant
thereto
No. of new
shares of
issuer which
may be
issued
pursuant
thereto as at
close of the
month

1. Rights issue
At price :
State
currency		 Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )
 N/A N/A
2. Open offer
At price :
State
currency		 Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )
 N/A N/A
3. Placing
At price :
State
currency		 Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )
 N/A N/A

March 2019

4. Bonus issue Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )
 N/A N/A
5. Scrip dividend
At price :
State
currency		 Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )
 N/A N/A
6. Repurchase of
shares		 Class
of
shares
repurchased_(Note 1)
Cancellation date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )
 N/A N/A

March 2019

7. Redemption of
shares		 Class
of
shares
redeemed_(Note 1)
Redemption date :
(dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )
 N/A N/A
8. Consideration
issue
At price :
State
currency
Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )
 N/A N/A
9. Capital
reorganisation		 Class
of
shares
issuable_(Note 1)
Issue and allotment
date : (dd/mm/yyyy)
EGM approval date:
(dd/mm/yyyy)
_
( / / )
( / / )
 N/A N/A

March 2019

Class of shares _ issuable (Note 1) 10. Other State Issue and allotment ( / / ) (Please specify)[At price : ] currency date : (dd/mm/yyyy) ( / / ) EGM approval date: (dd/mm/yyyy) N/A N/A Total E. (Ordinary shares) NIL (Preference shares) N/A (Other class) N/A Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): (1)[NIL ] (2)[N/A ] N/A Total increase / (decrease) in preference shares during the month (i.e. Total of A to E): Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to N/A E): (These figures should be the same as the relevant figures under II above (“Movements in Issued Share Capital”).)_

IV. Confirmations

We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued by the issuer during the month as set out in Part III which has not been previously disclosed in a return published under rule 13.25A, it has been duly authorized by the board of directors of the listed issuer and, insofar as applicable:

(Note 2)

  • (i) all money due to the listed issuer in respect of the issue of securities has been received by it; (ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under “Qualifications of listing” have been fulfilled;

  • (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled;

  • (iv) all the securities of each class are in all respects identical (Note 3) ;

  • (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements;

March 2019

(vi)
(vii)
(viii)		 all the definitive documents of title have been delivered/are ready to be delivered/are being
prepared and will be delivered in accordance with the terms of issue;
completion has taken place of the purchase by the issuer of all property shown in the listing
document to have been purchased or agreed to be purchased by it and the purchase
consideration for all such property has been duly satisfied; and
the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed
and executed, and particulars thereof, if so required by law, have been filed with the Registrar of
Companies.

Remark (if any):

  1. Pursuant to the shareholders’ approval on 21 May 2019, the conversion price of the convertible note has been further adjusted from HK$0.16 per share to HK$0.06 per share to reflect the effect of Proposed Alternations under the Fourth Deed of Amendments (as detailed in the Company’s circular dated 3 May 2019).

  2. The share options granted by the Company on 14 October 2016 to the eligible participants have been lapsed on 14 October 2019 pursuant to the share option scheme of the Company.

Submitted by: KWONG Jimmy Cheung Tim

Title: Director (Director, Secretary or other duly authorised officer)

Notes :

1. State the class of shares (e.g. ordinary, preference or other).

2. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under rule 13.25A in relation to the securities issued, no further confirmation is required to be made in this return.

3. “Identical” means in this context:

    • the securities are of the same nominal value with the same amount called up or paid up;

  • they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and

  • they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.

4. If there is insufficient space, please append the prescribed continuation sheet.

March 2019

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